GGV Capital V Entrepreneurs Fund Form 4 BigCommerce / Jeffrey Gordon Richards ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Richards Jeffrey Gordon

(Last) (First) (Middle)

C/O BIGCOMMERCE HOLDINGS, INC.

11305 FOUR POINTS DR, BLDG II, 3RD FLOOR

(Street)

AUSTIN TX 78726

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BigCommerce Holdings, Inc. [ BIGC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series 1 Common Stock	08/07/2020		C		2,590,043	A	(1)	2,590,043	I	By GGV Capital V L.P.(3)
Series 1 Common Stock	08/07/2020		C		118,708	A	(2)	2,708,751	I	By GGV Capital V L.P.(3)
Series 1 Common Stock	08/07/2020		C		95,054	A	(1)	95,054	I	By GGV Capital V Entrepreneurs Fund L.P.(4)
Series 1 Common Stock	08/07/2020		C		4,356	A	(2)	99,410	I	By GGV Capital V Entrepreneurs Fund L.P.(4)
Series 1 Common Stock	08/07/2020		P		67,522	A	$24	2,776,273	I	By GGV Capital V L.P.(3)
Series 1 Common Stock	08/07/2020		P		2,478	A	$24	101,888	I	By GGV Capital V Entrepreneurs Fund L.P.(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series E Preferred Stock	(1)	08/07/2020	(1)	C			7,770,130	(1)	(1)	Series 1 Common Stock	2,590,043	(1)	0	I	By GGV Capital V L.P.(3)
Series F Preferred Stock	(2)	08/07/2020	(2)	C			356,124	(2)	(2)	Series 1 Common Stock	118,708	(2)	0	I	By GGV Capital V L.P.(3)
Series E Preferred Stock	(1)	08/07/2020	(1)	C			285,164	(1)	(1)	Series 1 Common Stock	95,054	(1)	0	I	By GGV Capital V Entrepreneurs Fund L.P.(4)
Series F Preferred Stock	(2)	08/07/2020	(2)	C			13,069	(2)	(2)	Series 1 Common Stock	4,356	(2)	0	I	By GGV Capital V Entrepreneurs Fund L.P.(4)

1. Name and Address of Reporting Person^*

Richards Jeffrey Gordon

(Last) (First) (Middle)

C/O BIGCOMMERCE HOLDINGS, INC.

11305 FOUR POINTS DR, BLDG II, 3RD FLOOR

(Street)

AUSTIN TX 78726

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GGV Capital V L.P.

(Last) (First) (Middle)

3000 SAND HILL ROAD, BUILDING 4,

SUITE 230

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GGV Capital V Entrepreneurs Fund L.P.

(Last) (First) (Middle)

3000 SAND HILL ROAD, BUILDING 4,

SUITE 230

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Series E Preferred Stock (a) automatically converted into the Issuer's Series 1 Common Stock at the applicable conversion ratio set forth in the Issuer's certificate of incorporation immediately prior to the completion of the Issuer's initial public offering of Series 1 Common Stock and (b) had no expiration date

2. Series F Preferred Stock (a) automatically converted into the Issuer's Series 1 Common Stock at the applicable conversion ratio set forth in the Issuer's certificate of incorporation immediately prior to the completion of the Issuer's initial public offering of Series 1 Common Stock and (b) had no expiration date

3. The reported securities are held directly by GGV Capital V L.P. GGV Capital V L.L.C. is the general partner of GGV Capital V L.P. The Reporting Person is the managing director of GGV Capital V L.L.C., and, as a result, may be deemed to have voting and dispositive power over the shares held by by GGV Capital V L.P.

4. The reported securities are held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. is the general partner of GGV Capital V Entrepreneurs Fund L.P. The Reporting Person is the managing director of GGV Capital V L.L.C., and, as a result, may be deemed to have voting and dispositive power over the shares held by by GGV Capital V Entrepreneurs Fund L.P.

Remarks:

The Reporting Person is the managing director of GGV Capital V L.L.C., the general partner of GGV Capital V L.P. The Reporting Person is the managing director of GGV Capital V L.L.C., the general partner of GGV Capital V Entrepreneurs Fund L.P.

	/s/ Jeffrey Richards	08/11/2020
	GGV Capital V L.P., By: GGV Capital V L.L.C., its General Partner, By: /s/ Jeffrey Richards, Jeffrey Richards, Managing Director	08/11/2020
	GGV Capital V Entrepreneurs Fund L.P., By: GGV Capital V L.L.C., its General Partner, By: /s/ Jeffrey Richards, Jeffrey Richards, Managing Director	08/11/2020
	** Signature of Reporting Person	Date
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